Operation: Dehydration
by EvergreenGirl
Summary: In order to defeat HYDRA, Director Coulson and his team, with help from Nick Fury, recruit Peter Parker as Spiderman to team up with the Avengers and defend S.H.I.E.L.D. Triple crossover of Spiderman, Avengers, and Agents of S.H.I.E.L.D.!
1. Chapter 1

**Spoiler Alert: **Don't read this story unless you've seen The Amazing Spiderman 2, Captain America: The Winter Soldier, and the season finale of Agents of S.H.I.E.L.D.!

**EvergreenGirl:** I love Spiderman, the Avengers, and Agents of Shield, so I decided to put all three together at once! I hope you like it, and I'll update every week or two. Don't worry, it speeds up from here. **Please review! :D**

**CHAPTER 1**

He pushed himself along on his skateboard, the wind blowing through his brown hair. It was chilly and humid—it had just rained. When he saw the 36 on the house's door, he picked up his skateboard, bounding up the steps. He opened the door and called, "Aunt May, I'm home."

The older woman set a soapy, wet dish back in the sink and pulled off her gloves. When she came up to him, he removed his drenched hoodie and hugged her. "Peter, would you take out the trash for me?" his aunt requested.

Before Peter could set down his skateboard, Aunt May scolded, "Don't you put that dirty, soaking wet skateboard on the hardwood floor that I _just_ cleaned."

Letting out an exaggerated sigh, Peter took it with him to take out the trash, setting the skateboard on the front porch. He jogged down to the garbage can and tossed the overstuffed bag into it. When he started back up the porch steps, he stopped to turn around—he felt like he was being watched. But he saw no one, and went back inside.

**Meanwhile . . .**

Agents Skye, Fitz, and Simmons were sitting cross-legged in the back of a large, black van. Mae was in the driver's seat, Coulson beside her. They watched Peter Parker's house through binoculars. "Did you see him, yet?" Skye asked, leaning between the front seats to peer out the window.

"We've got eyes on Parker," replied Coulson.

"You know, I wonder if he keeps a key under his doormat," Fitz mused randomly. "Say that six times fast—doormat."

"Doormat, doormat, doormat, doormat, doormat, doormat," Skye repeated quickly and effortlessly.

"Oh . . . I guess it's not that hard to say," muttered Fitz.

"Oh, Fitz," Simmons pitied.

Fitz glanced down at his hands sheepishly. "Alright, who's going to initiate contact?" Mae inquired.

"Not it," Fitz stated.

Simmons stared at Fitz. "But you _love_ Spiderman."

"That's exactly why I _don't_ want to be the one to talk to him first. What if I say something stupid? I don't want to make a bad first impression."

"Well," Coulson said, lowering his binoculars, "you're going to have to talk to him eventually."

Fitz groaned. "Why are we even doing this, anyway? You blew Garrett to bits and Ward's taken care of! How much of a threat can Hydra still be? And we always have the Avengers, why would we need him, too?"

"He does have a point," Skye commented, crossing her arms. "Unless there's something you're not telling us."

Coulson sighed. "We have orders from Fury himself. Besides that, I'm the new director of Shield, and I don't have to disclose my reasons."

"Oh, I'll do it," Simmons spoke up, "but only because Fitz is being a scaredy-cat."

"I'm not being a scaredy-cat! Meet your hero and tell me you weren't scared at first, otherwise, it's none of your business," Fitz defended.

"Stop acting like infants and go over there, both of you," Mae ordered.

Before Fitz could make a snide remark, Simmons pulled him out of the back of the van. She strode up to Peter Parker's, aka Spiderman's, house, Fitz reluctantly slogging up behind her. "Ugh, I don't want to do this," moaned Fitz.

"Fine, then you can ring the doorbell, and I'll talk to him," she suggested.

Fitz pushed his finger into the button, making the doorbell ring. An elder, brunette woman opened the door. "Hello, ma'am," Simmons greeted politely. "We're from . . . Virginia State Engineering University. Is there a Peter Parker here?"

"Peter!" Aunt May called. "He's probably in his room. Would you two like to come in?"

They nodded and followed her to the living room. "Have a seat," Peter's aunt said. "I'll go check on him."

When Aunt May went up the stairs, Simmons turned to Fitz. "That wasn't so bad, was it?"

Fitz sighed. "No, I guess not."

Upstairs, Aunt May knocked on Peter's bedroom door. "Peter, there's some people here to see you. They're from a college."

"Just . . . give me a minute!" he hollered back.

Peter had been reading while hanging from the ceiling by a string of web. He pulled himself from the webbing, and fell with a thud. "Peter, what are you doing in there?" Aunt May asked.

"Nothing, I'm just . . . uh, moving my desk!"

Peter hurriedly flung the book on his bed and took one big step to his door. When he went to unlock it, he remembered the string of web hanging from the ceiling. "Peter?"

"Hold on a second, Aunt May!"

He yanked the web, but it pulled a cookie sheet sized chunk of the ceiling down with it. "Damn," Peter muttered under his breath.

Peter shoved the piece of ceiling under his bed and brushed the dust around with his foot until it was barely noticeable. At last, he was able to unlock the door and open it. "What college are they from?" Peter asked, poking his head out.

"Virginia State something." Aunt May pushed his door open more. "Your desk is in the same place as before!"

Peter looked at the desk, then back at her. "Uh, yeah, I had moved it, but I decided I liked it better where it was."

"Why's there dust all over the floor?"

"Oh. It doesn't really matter. I'll sweep it up later."

Aunt May looked daggers at him. "You had better. Go talk to our guests."

Peter loped down the stairs, his aunt following slower behind him. "Peter Parker?" Fitz asked, bottling up his excitement.

"That's me."

"May we speak to you outside?" Simmons queried.

"Um, sure," Peter answered, opening the door for Fitz and Simmons.

When Peter closed the door behind him, Simmons told him mutedly, "We're not from a college. We're agents of Shield, well, what's left of it. I'm Simmons, and this is Fitz."

"You mean the Strategic Homeland Intervention—"

"Enforcement and Logistics Division, yes," finished Simmons.

"So you know you're wanted by the government?"

"Yes," Fitz answered, "but that's not why we're here. We know you're Spiderman."

Peter took a deep breath. Simmons put a hand on Peter's shoulder. "Don't worry, your secret's safe with us. You're lucky that we're not Hydra."

"Hydra?" wondered Peter.

"It's a long story," Fitz told him. "Basically, Shield's been screwed up by Hydra. But we need your help to stop them. Even we don't have all the details. You'd have to talk to the former director of Shield, but if he told you, he'd probably have to kill you."

"Isn't that always how it goes?"

Both Fitz and Simmons shrugged and asked, "So, will you help us?"

"What do you need me to do?"

"We don't know," Simmons said. "We probably won't know unless you come with us. You'll have to leave for a while, though."

"How long is a while?"

Fitz shrugged. "Don't know, but we really need your help."

Peter sighed slowly. "Alright, I'll help you. Where do we start?"

Simmons and Fitz smiled.


	2. Chapter 2

**EvergreenGirl: **I had originally planned on waiting about a week before posting Chapter 2, but I was too excited, and you guys wanted _more_, so . . . here you go! I've decided I'll just post new chapters when they're finished, and not try to wait on it. **Please review!**

**CHAPTER 2**

"We'll give you twenty-four hours to sort things out, then we'll come back to get you, okay?" Simmons explained. "It's kind of an emergency, but not enough to tear you away from your life so suddenly."

"That's fair enough," replied Peter.

Fitz and Simmons waited until Peter went in and closed the door before they walked back to the van. "So," Aunt May asked, "are you moving to Virginia for college?"

She smiled playfully. She knew, after all he'd been through recently, that he wouldn't move so far away. And she'd never heard of the college mentioned. "I'm your boy, remember? I wouldn't just leave you like that," Peter stated, immediately regretting saying yes to the Shield agents.

Peter turned his gaze down and away in guilt. "Is everything alright?" his aunt inquired.

He shrugged nonchalantly. "I'm fine," he lied.

A while ago, he wouldn't have told them yes so quickly. But since he lost Gwen, he didn't want to take the chance of someone else getting hurt or killed because of his poorly made choices. Yet, at the same time, how was he supposed to leave Aunt May? And the city—after all, the rhino guy was still on the loose. There was too much stuff going on right now for him to drop everything and leave. The stupid government agency should handle their problems on their own. Peter was either being really selfish, or really selfless, but he didn't care what anyone else thought. If he felt like staying home was the right thing for him, he'd stay home. "I'm not going anywhere," Peter muttered—more to himself than to his aunt.

"Good, because I don't know what I'd do without you," Aunt May said, rubbing his back with her hand a few times before heading to the kitchen.

That confirmed it for him. He couldn't leave now. He'd said it, he was going nowhere. But he did still feel torn about it. The next twenty-four hours felt like some form of hellish torture, waiting around for Simmons and Fitz to return. The only thing that distracted him from the impending doom was swinging around the city as Spiderman. He had a hard time sleeping that night, too. When he finally heard that dreaded doorbell ring the next day, Peter trudged up to the door. This time, Fitz stood there all by himself, rain bucketing down behind him. The rain was almost too loud for Peter to hear himself think. "Are you ready to go?" Fitz asked.

"Actually, no, I'm sorry." Peter's tone didn't match his words; he sounded anything but sorry. "New York needs me. My aunt needs me. Find someone else to fix your problems for you."

Fitz's jaw dropped. "But you said you'd help us," he mumbled, feeling genuinely hurt.

"I know what I said, but circumstances change. Besides, I didn't swear or promise I'd help. And I'm busy right now. What with Rhino and trying to find a job . . ."

Fitz studied the stone beneath his feet. "So that's it then? You're just going to quit on us when we need you?"

"It's not my responsibility. You're Shield, you've handled worse. Don't you have unlimited access to the Avengers?"

Fitz looked Peter in the eyes. "That doesn't matter in this case. You're perfectly capable of doing the right thing, but you're not going to because you don't think it's your responsibility?"

Peter gazed off into the distance, avoiding eye contact. Fitz sounded like Uncle Ben. The threat of tears stung the backs of Peter's eyes at the thought. Fitz said almost the exact same thing Uncle Ben had told him before he died. His uncle had told him that if it was in your power to do the right thing, that you had a moral obligation to do so. Peter knew what he _had_ to do. He could vividly imagine Uncle Ben telling him to. Peter could no longer hold back the tears, and they rimmed his lower eyelids. There was a tense silence in the air around them before Peter could muster his voice to say, "I'm in."

Fitz's face lit up instantly. "It's good to have you back," he said with a smile.

"I still have to tell my Aunt May that I'm leaving. She'll kill me if I just disappear. And I should probably go get some clothes."

"Don't worry about clothes, there's plenty where we're going. But you'll have to say goodbye to your aunt fast, we've got to go, like right now."

Peter darted inside. Aunt May was sitting on the couch, reading a book. She looked up when Peter stood in front of her. "Who was at the door?" she asked.

"It's a friend. I have to go right now."

"What? Where are you going?"

"He needs my help. It's my moral responsibility to do so."

Aunt May's eyes filled with tears. Peter could tell she remembered what Uncle Ben had said. "How long will you be gone?" she wondered.

"Oh, it'll probably be a few days, maybe more. Will you be okay while I'm gone?"

The way she looked at his face made him realize how much the guilt he felt was showing. "You know, no matter where you go, you'll always be my boy," Aunt May stated, sensing his thoughts.

Peter couldn't help grinning. He gave her a huge bear hug before jogging out the door. Fitz had come alone this time, so he drove Peter to their destination in the sedan Coulson gave him. "Where're we going?" Peter asked.

"We're headed for Stark Tower."

Peter sighed. "This better be worth it."

"You'll find out soon enough."

Thankfully, the ride wasn't too long. Stark Tower was downtown. It had always reminded Peter of the OsCorp building, just designed a little differently. Fitz parked the car closest to the entryway, and the two got out. Coulson was standing at the door, waiting for them. "Peter Parker," he greeted. "I'm Phil Coulson. It's good to have you on our side."

Peter shook Coulson's outstretched hand. "So, what do you need my help with?"

Coulson and Fitz led Peter inside and to the elevator. After pressing the button for the 30th floor, Coulson turned to Peter. "An undisclosed source has informed us of an emanate threat. We have reason to believe Hydra's going to attack the remaining Shield forces, including the Avengers themselves. Even though we've recently defeated one of Hydra's leaders, there are still more members out there."

"What's Hydra exactly?"

"It's a group similar to the Nazis," Fitz expounded. "They started during World War Two, but have managed to stay alive in secret all these years. They were the main enemies of Steve Rogers."

"Captain America?" asked Peter, trying to remember a recent tabloid newspaper article about him.

"Yep, and since he's still alive, he can help us more than anyone right now. He _knows_ Hydra like the back of his hand. He's fought their leader, Johann Schmidt."

"And," Coulson added, "He and Sam Wilson, aka Falcon, helped us when we discovered Hydra had infiltrated Shield."

There was an awkward silence in the elevator, but no one had anything else to say at the moment. The inane elevator music made Peter want to punch out the speakers. Eventually, the elevator stopped at the right floor, and the three exited it. There was a large room, with long, narrow hallways extending off of it. A tall, leanly muscular man with light brown hair approached them. Peter knew his face from the news—the battle of New York. Peter had only seen clips from the news, since he was away with Aunt May visiting a cousin in Boston at that time. When Peter caught a glimpse of Fitz's face, he thought Fitz was about to pee his pants—or faint. "Captain America," Fitz whispered.

"You can call me Steve," Steve said, shaking Fitz's hand.

Steve shook Peter's hand next. They walked with casually attired Captain America to a round table with maps and papers laid out on it. Skye, Simmons, and Mae were sitting at the table. "You've met Agent Simmons," Coulson stated. "These are Agents Skye and Mae."

Skye gave a little wave, but Mae looked at Peter callously. Either that or it was just the way her face always is. It made Peter feel uncomfortable. Coulson, Steve, and Fitz sat. Peter followed suit. "If this is Stark Tower, then where's Stark? I just assumed he'd be here if this really is an emergency," Peter pondered.

"He's probably doing something irresponsible," Steve said, "or he's with a girl."

"Ouch," a male voice responded from behind Peter. "I thought you were better than that, Cap. That's just low."

Every head at the table turned to stare at Tony Stark. "You know it's true," Steve retorted.

"Alright, enough," Coulson intervened. "We have bigger issues than your differences."

The Avengers had been informed of Coulson being alive when Fury gave his orders. They needed to be able to all work together on this. "Kill joy," Stark muttered. "I'm going to go see if there's any leftover pizza in the break room while you converse."

Steve rolled his eyes as Stark left the room. "That was . . .," Fitz squeaked.

"Yes, it was," Simmons told him.

Skye crossed her arms. "Are we going to get started here, or just stare into space?"

"Well," Steve began, "when I fought Hydra in the past, they had tesseract powered weapons. Is there a possibility they still have some?"

Coulson answered, "Yes. When we found out Hydra was in Shield and they tried to take over, they could've stolen back some of their old tech."

Steve put his elbow on the table and rested his chin in his hand. "Then we'll need backup."

"The other Avengers will be called in once they've been located. Agents Barton, Romanoff, and Wilson are more readily available. However, we still haven't heard back from Thor or Banner," replied Coulson.

"I just want to get these guys for what they did to us," Skye said mutedly.

Peter queried, "What did they do to you?"

Skye's eyes met Peter's. Those chocolate brown orbs were full of hurt. "They wanted me. I don't know why, but they did. And I lost someone I cared about."

"They died?" Peter asked for clarification.

"No. He was Hydra. Ward . . ."

The other agents, except Mae, lowered their heads a little bit. "He tried to kill Simmons and me by dropping us in the middle of the ocean," Fitz told Peter.

Simmons pursed her lips. Steve spoke up in a hushed voice, "Hydra turned my best friend into a monster."

"Who told you Hydra's going to attack us, Coulson?" Skye inquired.

Coulson slowly let out a sigh. "What I'm going to tell you right now has to stay between us, and in this room," he paused, "Nick Fury ordered me to collect all of you here because he said he _knew_ they were planning an attack. I don't know how he knows, but he does."


	3. Chapter 3

**EvergreenGirl:** Thanks for over 1,000 views! Here's some action to speed up the story. Be prepared for more cliffhangers! And suspense! I love those. **Please review!**

**CHAPTER 3**

Coulson went on and on for half an hour talking about Hydra's typical tactics. Losing interest, Peter zoned out, staring down at his hands on the table. Words like "Cybertek" and "the Winter Soldier" were tossed around. "Isn't there any _new_ information you can tell us besides this crap we already know?" Skye interjected.

Coulson glowered at Skye. "If I had more information, I'd tell you. If you want to know more, you'll have to talk to Fury."

Skye leaned back in her chair impatiently. "I would, if I knew how to get a hold of him, but you won't tell us _that_ either, will you?"

"Fury's moved to an undisclosed location. When he's ready to talk, he'll come back."

"If he's ever ready," Skye mumbled. She raised her voice, "Why can't you tell us what's _really_ going on? We're supposed to be a team."

"We _are_ a team. But I'm not going to jeopardize your abilities to work by telling you what Fury wants kept secret," Coulson said loudly.

Skye lowered her head. "I think Fury's hiding something bigger than your average secret," she made eye contact again, "and you know what that is, don't you? You're the new director now, so you should know what's actually going on. You lied when you said you didn't know why Fury gave his orders, _didn't_ you?!"

"This meeting is _over_," Coulson nearly yelled.

"I don't care, I'm going to find out what you're hiding," Skye stated, and stormed out of the room.

Everyone else took their time getting out of their chairs and shuffling to the door, except Peter. He got up and went out to the hallway after Skye. He took a few long strides to catch up to her. "Hey," he said, snagging her arm.

She whirled around, fuming, as if she thought it was Coulson trying to stop her. She relaxed when she saw it was only Peter. "What?" Skye wondered.

"Are you crazy? You could get fired for this," Peter mused.

"I don't care. I'd rather be jobless than sit around doing nothing."

"But what if there's a legitimate reason Coulson's not telling us the truth? If Fury thought it was important for us to know, he'd tell us, wouldn't he?"

"Ha!" Skye pretended to laugh. "Fury didn't tell Coulson when he brought him back from the dead!"

"What?"

"Ask Coulson, I have a Shield computer to hack into," she answered, and took off again.

Peter stood there, by himself, trying to compute what she said. He decided not to ask Coulson. Peter had problems himself, but people didn't go around asking him for details, he just didn't talk about it. He spun around when he heard footsteps behind him. "Hey, Peter," Fitz's voice peeped nervously. "Apparently we're roommates. Coulson said it'd be safer if we use the buddy system—well, I called it that, but he just said '_room together_.' It's Simmons with Skye, Coulson with Steve, and Mae's by herself."

"How's that the buddy system if she's by herself?"

"Well, Maria _was_ going to stay with Mae, but she and Triplett got called out, so . . .," Fitz trailed off. "But she can handle herself. She's kind of like a female Captain America—don't tell her I said that."

"_Okay_," whispered Peter.

"Oh, after I show you our room, I'm going to go see if Skye needs help. You want to come?"

"Doesn't anyone around here care that hacking's illegal?"

Fitz shrugged. After Fitz showed Peter their room—and his limited edition Spiderman figurine—they searched Stark Tower for Skye's hiding place. Peter and Fitz stopped in front of the utility closet on the 7th floor when they heard laughter coming from it. Peter and Fitz exchanged confused glances before Peter turned the doorknob. He opened the door just enough to peek through the crack. Skye and Simmons were watching the security footage from one of the hallways. Peter pushed the door open all the way, tearing the girls' attention away from the computer screens. "What's so funny?" Peter and Fitz asked in unison.

"You have to watch this," Skye said, giggling.

She played the footage over, and the guys looked at the screens. A man was walking down the hallway, but when he saw Coulson coming around the corner, he quickly backed up, and tripped over a trashcan, doing a ridiculous backflip-like tumble—not unlike something you'd see in an Internet video. Skye, Simmons, and Fitz burst out laughing, but Peter didn't seem so amused. "Wait, why was he afraid of Coulson?" Peter inquired.

"Maybe he was taking a break when he was supposed to be working," Simmons suggested.

"No, what is that—on his watch?" Peter pointed out.

"I don't see anything on his watch," Fitz, Simmons, and Skye agreed.

"Zoom in," Peter said.

His eyesight was far too better than theirs for them to make out the tiny symbol. Skye enlarged the image—it was a red skull with tentacles. "Hydra," she whispered, flabbergasted.

"Uh oh," Simmons moaned.

"Hey, I saw him in the men's room! He kept checking his watch like he was waiting for something," Fitz recalled.

Peter asked, "How long ago was this footage taken?"

"Uh," Skye checked, "three minutes ago."

"That means he's probably still in the building," Peter concluded. "We have to tell Director Coulson before—"

An earsplitting explosion on one of the floors below them interrupted Peter's sentence. The building shook as though an earthquake hit them. Peter pushed the girls to the floor and crouched over them to shield them from pieces of the ceiling crashing down. Fitz scrambled under the desk, his arms over his head. After only a few seconds, the building stopped quaking. "Are you okay?" Peter asked, helping Skye and Simmons up.

They nodded. Fitz tried to get out from under the desk, but he was just barely bigger than the space. He groaned, trying to pull himself out. "Ugh, I think I'm stuck."

Peter grabbed Fitz's arm and pulled him loose with one quick jerk. "Thanks," Fitz sighed in relief. "I think you dislocated my shoulder."

Fitz rubbed his right shoulder and winced, but he shook it off. "We have to find Coulson!" Skye pressed.

The four of them sprinted down the freshly dusted and fractured hallway. "I last saw him on the eighth floor!" Skye told them.

They took the stairs for safety, and when they made it to the floor above them, Coulson was just getting up off the floor. When he saw them, he asked in concern, "You guys okay?"

Four heads bobbed up and down in reply, like the head version of doing the wave. "It was Hydra," Peter told him.

"We were watching the security tapes when bug boy noticed the guy was Hydra. He must've planted the bomb, or whatever the hell that was," explained Skye.

Peter's stomach twisted into a knot. Gwen used to call him bug boy. "Damn," Coulson whispered. "This place was supposed to be secure."

"Where's Cap—I mean, Steve?" Fitz queried.

"He ran off after the building stopped shaking."

Skye crossed her arms. "So what aren't you telling us? Or do you still think keeping Fury's secret is more important?"

Coulson didn't respond. Skye frowned at him. "Oh, come on, Coulson! What is it?! You know, we might've been able to stop that guy if we'd known the situation! What if _not_ knowing is going to hurt us more than if we _do_ know?"

Coulson looked at her and took a deep, slow breath. "Fury personally asked me to keep this quiet. He was afraid that if this got out, even to Shield agents only, that there'd be panic. But since you must know . . . . . . . Johann Schmidt is still alive. And he's back."

All four of their expressions swapped for shock. Simmons's mouth turned agape, Skye's brows furrowed, and Fitz looked—again—like he was going to pee his pants. Peter's eyes grew wide, and he swallowed. "How's he still alive? He died in the forties," stated Fitz.

"Fury didn't say. I don't think he knows."

Skye shot Coulson a glare. "I'm telling the truth this time," Coulson defended himself.

Coulson's cellphone started ringing. "This is Coulson," he answered.

"Hey, I'm tailing your guy!" Steve's voice yelled, sounding slightly out of breath. "I need backup!"

Peter cocked his head to one side. "What is it?"

Coulson hesitated a moment before answering his question with another question, "How'd you like to help Captain America?"

"Where is he?"

"Four blocks from here. He needs backup. You can't miss him; he's the one with the star-spangled shield."

"Gotcha," Peter replied, and sprinted toward the end of the hallway.

He stripped off his clothes, revealing the webbed, red and blue suit beneath. He pulled on his mask and dove out the broken window. "Wow," Fitz muttered, wide-eyed like a kid on Christmas morning.

Peter shot a string of web to the side of a skyscraper, and pulled up his legs as he swung near the street. The wind whipped his face. Tourists below snapped photos, crying, "Spiderman!"

Peter couldn't help grinning behind his mask. "Good afternoon, New York!" he shouted, making a group of teenage fan-girls on a school fieldtrip squeal.

After swinging for a few more minutes, he saw a glint of light off of Captain America's shield. Steve was chasing a taxi cab, no doubt stolen by the escapee. "Hey, Cap!" Peter hollered when he swung near him.

Steve turned his head and stared for a second. Peter released the web and landed, feet firmly planted on the ground. Peter leapt onto the moving car, sticking his head in the driver's window. "Need a lift?" he clowned.

He shot one end of a web to a light post, and the other on the man's chest, yanking him out of the vehicle. The fugitive hung, flailing his limbs in an attempt to free himself. The taxi slowly came to a stop, slightly nicking the rear fender of the car in front of it. Steve slowly decelerated. "What are you doing up there?" Peter asked the dangling bomber.

The Hydra member screamed at the top of his lungs. "Oh, okay, thank you!" Peter called. He tapped Steve on the arm. "He's just hanging around."

Steve raised an eyebrow, but grinned anyway. "_That's_ original," he fibbed.

Peter chuckled. "Hey! How's the weather up there?" he yelled.

Steve smiled at Peter. "What makes a hot air balloon float?"

"Hot air," answered Peter.

"Then there's nothing keeping him down."

Peter just stared. "That's . . . that's not really funny. Good try, though, Captain."

Steve looked offended as Peter patted him on the back. "Alright, let's cut him down," Steve said.

"Timber!" Peter cried as he sliced the web with his pocket knife.

Steve caught the falling runaway. The man pushed Steve hard enough to get loose, but before Peter could shoot his web, he'd run out into traffic. Tires screeched. A car slammed into the man's thighs, shoving him back so hard his head smacked the concrete. Bystanders gasped at the loud _crack!_ A small pool of blood leaked out of the back of his head. Peter and Steve were definitely _not_ smiling anymore. Steve shook his head. "Coulson wanted him back _alive_."

Peter approached the body and muttered comically, but his voice somber, "Think he'll notice?"


	4. Chapter 4

**EvergreenGirl:** Hi! I know it's not as long of a chapter, but in order for the next chapter to be longer, I had to section the story as so. Lord willing and the creek don't rise, I'll post Chapter 5 two days from now, so no worries. _Keep calm and __**Marvel **__on! _**Please Review!**

**CHAPTER 4**

Peter couldn't believe his eyes. He was sitting at a round table in the basement of Stark Tower at midnight. Ironman, Thor, Hawkeye, Black Widow, Falcon, Hulk, and Captain America were at the table with him. They were the only ones in the room; they waited on Coulson and Fury. When Bruce Banner's eye twitched, however, everyone except Stark suddenly tensed. "It's okay! Sorry," Banner apologized groggily, and wiped his face with his hand, "Jetlag."

Everyone relaxed. Natasha unclenched her tight fists, and Sam Wilson sighed. Stark was too busy fidgeting with his high-tech cellphone to care. Coulson had rushed to get all the Avengers together as fast as possible, but it had still taken hours. The hardest one to get was Thor, of course, but thankfully he'd been on Earth visiting Jane. "Mr. Parker is wanted in the hallway," Jarvis said through the speakers.

Peter glanced unsurely at the others, but he stood anyway. Being called into the hall was just like getting in trouble at high school. Even though this wasn't high school, it was still nerve racking to be called out like that. He could feel the others' stares on his back as he pushed the door open. Coulson and a black man with dark sunglasses were standing in the hallway. "Parker, this is Nick Fury," Coulson stated.

Peter almost expected a smile, but Fury's face was hard as stone. "What's up?" Peter asked, wondering why he was called.

"We found something on the bomber. Skye has information I thought you'd like to know," Coulson told him.

"Where is she?"

"She's in the room at the end of the hall."

Peter took one last uneasy look at Fury before heading that way. When he entered the room, Skye was sitting in a computer chair, facing the door. She'd been waiting. "So what did you find?" Peter inquired.

Skye sighed. "Come look."

She spun around in the chair to face the computer. Peter approached. Skye held up a cellphone. "When Shield collected the guy's body, we found this."

"It's a cellphone."

"Which I was able to hijack to hack into Hydra's database," she explained.

"What did you find?" he queried, leaning against the desk.

"I found this." Skye opened a window with codes completely covering it. "It's an encryption. When I decoded it, I discovered it's a list of Hydra's aliases and places run or infiltrated by Hydra."

She clicked a different window, which had the decrypted message. "They've infiltrated almost _everything_—the Pentagon, Congress, the NSA, NASA, the UN, several technical institutes, even Amazon."

"Amazon?" he repeated interrogatively.

"I know, right? That one's weird. But what Coulson wanted you to see was this."

When she scrolled down, Peter's heart sunk. "I already knew the company had problems, but . . ." One of the names listed was OsCorp. "I never would've thought that. It doesn't make sense."

"It explains a _lot_," Skye said. "I mean, Kurt Connors—"

"Dr. Connors was just trying to cure Norman Osborn, and himself."

"But this means Osborn was more important to them than just being the head of OsCorp. _Hydra_ needed him, not just the company. OsCorp's as important to them as Cybertek. It's basically Hydra's second bio-tech department."

Peter lowered his head. If Norman Osborn was a member of Hydra, then had Harry been all along, too? Had Dr. Connors just wanted Peter's knowledge for himself, or for Hydra's benefit as well? Peter's head was spinning. Was his dad unknowingly part of Hydra? Richard Parker knew about the illegal things OsCorp was doing, but did he know about this? Peter punched his fist through the wall. Skye jolted a little in surprise. "Damn it," he turned to face her, "I'm sorry."

Skye shook her head. "It's okay."

"But, ugh, that's just it! It's not okay! None of this is okay. What am I doing here anyway?"

Skye just stared. Peter stormed out to the hall and into the Avengers' temporary meeting place. Fury and Coulson stopped talking when Peter slammed the door behind him. "What are we going to do about this? Because if you're going to sit around planning forever, then I'm going to stop Hydra myself," raved Peter.

Fury chuckled, making Peter uncomfortable. "You really think _you_ can stop them by yourself? That's why you're not an Avenger," Fury said unkindly.

Peter balled his fists, outraged. "Relax," Coulson instructed. "We'll stop them _together_."

"Coulson, what makes you think this _kid_ is qualified to help us?" Stark asked.

Peter ran at Stark, ready to beat the living daylights out of him. Stark hopped out of his chair to face him. Steve stepped between the two. "Stop it, both of you," he warned.

"I mean," Stark continued, "Parker's smart, but he's inexperienced."

"Sit down!" Fury ordered the three of them.

They shot back to their seats. "I don't know what the hell is wrong with you, but you are _not_ each other's enemies, Hydra is," Fury stated.

"So," Barton wondered, "what's the mission?"

"It's codenamed Dehydration," Coulson told them.

Stark mocked, "Who came up with that one—Parker?"

Peter pursed his lips. "No."

"_I_ thought of the name," replied Coulson, wiping the smirk off Stark's face. "We're sending agents to infiltrate each of Hydra's current, known bases. The only one not yet covered is OsCorp."

Natasha and Barton said, "I'll do it," at the same time. "_We'll_ do it," Barton clarified.

"Actually," Fury said, "I think we should send Parker in on this one."

"Alone?" Natasha asked.

"No, he can pick someone to go with him."

Peter's eyes scanned the room. He didn't really _know_ anyone there. A thought popped into his head. "I'll take Agent Fitz."

"_Leo_ Fitz?" Barton questioned. "He's just a technician."

"He's brilliant, actually," Coulson stated. He looked at Peter. "You'll go at daybreak. You're free to go back to your room now."

Peter nodded and walked out. When he made it back to his room, Fitz was on one of the cots, tinkering with Peter's web shooter. "What are you doing?"

Fitz's hands jolted at the question, unintentionally flinging the web shooter in the air. It landed on the floor by Peter's feet. "Sorry," Fitz apologized. "I was trying to see how it works. It's really quite ingenious."

"Well, you can thank OsCorp for the inspiration," Peter said, picking it up the small piece of tech.

Fitz smiled. "Yeah, it's too bad they're Hydra. So, how'd the meeting go?"

"It went good, I think. You and I are sneaking into OsCorp at dawn."

Fitz's smile faded. He asked in horror, "You and _me_? Oh, bloody hell."

Peter's eyebrows furrowed. "I thought you'd like to help. And so far, you're the only one who really seems to care that I'm even here. Are you sure you don't want to help?"

Peter stared deeply into Fitz's eyes until he broke. "Alright, alright, I'll do it! If only because I can't say no to that look," Fitz admitted.

There was a knock at their door. "I'll get it," said Fitz.

When he opened the door, Simmons was standing there, fiddling with her fingers. "Jemma, what is it?" he asked her. "You don't seem very chipper."

"I heard you were going undercover. I just wanted to say goodbye now, just in case you . . . you know. I won't be able to see you off at sunrise."

"Relax, Jemma. It's not like I'm walking into gunfire or anything. Well . . . okay, I guess it's kind of like that. But I'll be fine. I've done stuff like this before."

Simmons wrapped her arms around him in a quick hug. "Just be careful, Fitz."

When she closed the door behind her, Peter raised an eyebrow. "So, what's up with you and Agent Simmons?"

"What do you mean?" Fitz inquired, knowing exactly what he was talking about.

"Never mind, let's try to get a few hours of sleep before we head out," Peter suggested, and hopped onto his cot.


	5. Chapter 5

**EvergreenGirl: **More action! It'll be a week or so before the next chapter, so hang in there. More questions will be answered soon! Thanks for all the follows, favorites, and reviews! **Please review!**

**CHAPTER 5**

Fitz and Peter were walking out the front door of Stark Tower at dawn when Barton stopped them. "You better not get caught, or Tasha and I'll have to come save your asses," he said.

"Then you have nothing to worry about, because we're not getting caught," Peter replied.

"This is my lucky hat," Fitz stated, tugging down the brim. "No one recognizes me in hats."

"And this hoodie and sunglasses will work just fine," Peter said, wiggling his large-lensed shades up and down on his face.

"For your sake, I hope so. Good luck pulling one over on the bastards," Barton commented, and went out the door ahead of them.

He and Natasha were assigned to another one of Hydra's hidden bases in the city. Stark, Wilson, and Coulson were going to work on locating Schmidt. Banner and Thor had to basically wait until their services were needed. Fitz and Peter took a taxi cab to the OsCorp building. Fitz kept sticking his finger in his ear to poke the ear-bud Skye had them both wear. She and Simmons were on the other end. "Ugh, Fitz, stop poking it!" Skye yelled into his ear.

Skye and Simmons were in the black van in front of Stark Tower. Every time Fitz poked the listening device, it sent a high-pitched squeal through Skye's speakers. They had their hands clamped over their ears as Fitz kept fidgeting with the ear-bud. "Stop!" cried Simmons.

"Sorry, this thing itches!" Fitz yelled back.

The taxi driver glanced confusedly in the rearview mirror at the passengers. "Would you mind keeping it down back there?" the middle-aged man asked Fitz.

"Sorry," he replied sheepishly.

"He talks to himself _all_ the time," Peter lied, grinning.

Fitz glared at Peter. "I do not!"

"Hey," the driver said, "I don't judge. It's okay. My brother does the same thing."

Fitz rolled his eyes, and Peter held back a laugh. When they were dropped off, Peter adjusted his sunglasses, Fitz pulled his hat down, and they strolled in like they knew what they were doing. "Alright, Fitz," Skye said, "you have to get up to the top floor."

"Well, there's no way we're going to get up to even the second floor with all this security. We won't even make it past the front desk," Peter told her.

"Pretend to trip and hurt your leg," Simmons offered. "Security always comes rushing when someone's hurt. You'll have to make it convincing, though."

"Then Fitz can slip past the guards," finished Skye.

Fitz walked over to the vending machine to look occupied. Peter pulled out his phone and pretended to text as he strolled toward the front desk. He tripped on a display table, and fell to the floor, feigning injury. "Ow!" he cried, clutching his knee.

The woman at the desk gasped and rushed to his side. However, the security guards didn't flinch. "Crap," Peter whispered.

Fitz glanced doubtfully at Peter. "It's not working," Fitz whispered.

"Peter," Skye said, "start shouting stuff. Just make a commotion to distract the guards."

"Are you alright?" the desk lady questioned Peter.

He hobbled to his feet, as though his knee was sprained. "I'm going to sue," he answered. He turned and shouted at everyone in the lobby, "I'm going to sue!"

That got security's attention. As they hurried over, Fitz snuck over to the stairs. "Sir, I'm going to have to ask you to leave," an officer told Peter.

"I don't care! I'm going to sue! I'm going to sue! I'm going to sue the guts out of OsCorp for breaking my knee!" Peter screamed like a child throwing a tantrum.

Skye and Simmons laughed. "What next, Skye?" Fitz asked as he climbed to the second floor.

"There should be an elevator on your left. Take it up to the top floor. When you get there, you'll need to find the computer I briefed you on earlier. Just plug in the flash drive I gave you and we're in. It'll crash their systems and we'll get a copy of every bit of data."

Fitz took the elevator up. It was playing the same irritatingly futile music as the Stark Tower elevator had. As the lift ascended, Peter was being dragged out of the building. "You'll be jobless when I sue!" Peter yelled at the officers.

They pushed him out the door, one of them saying, "Good luck with that, kid. OsCorp's got the best lawyers."

Peter stopped faking it when the security went back inside. "That was fun."

"Don't breathe so easy yet, Peter. Fitz could still get caught," stated Skye.

"_That's_ encouraging," Fitz remarked sarcastically.

"This would be so much easier if Spiderman did this," Peter muttered.

"That's not the way Shield works. We do things covertly. If Coulson wanted to be ostentatious, he would've let the Hulk go in there and smash things up."

"Somehow I get the feeling Coulson doesn't have a single _ostentatious_ bone in his body."

"You'd be right."

"Um, guys," Fitz cut in, "the office is locked."

"Do you know how to pick a lock?" Simmons wondered.

"No. Oh, never mind, I just remembered I have my lock-picky on me."

"What's that?" asked Peter.

Simmons explained, "Fitz made a device that picks locks for you."

Fitz pulled the piece of tech out of his pocket. It looked like a thumbtack with two, extra-long points. Glancing both ways down the hall, he inserted it into the lock, pressing the button on its end. It whirred and buzzed until the lock clicked. "Ta-da!" muttered Fitz, opening the door.

"Now, just plug the flash drive in the computer port and—"

"I know how a bloody flash drive works, Skye! I'm a technician for goodness sake!" Fitz cut her off.

"Just do it."

Fitz made his way to the desk, and searched the desktop computer for the USB port. "There you are, you little sucker," he whispered to the port when he found it. "They really put the port in a weird place on this thing. This is one strange computer."

"Will you plug the thing in already!" yelled Skye.

"I can't think when you keep screaming in my ear, damn it!"

"Sorry."

Before Fitz could plug in the drive, someone walked in the room. "What are you doing in my office?"

Fitz spun around. "Uh, um . . . I was just . . . looking for the restrooms. Hmm, they're not in here!"

He headed for the door, but the man stopped him by pulling out a handgun. "Yeah, and I'm just _showing_ you my gun."

Fitz gulped. "Oh no," Simmons said.

"Bug boy, get in there, NOW!" Skye shouted.

Peter sprinted to an alley and stripped down to his suit. He put on his mask, made a sling shot of webbing in between the buildings, and flung himself at the OsCorp building. He gripped the windows with his hands and feet. As Peter climbed to the top floor, Fitz held up his hands. "Don't move," the businessman ordered.

"Alright, I'm not moving."

"Why are you really here? You're Shield, aren't you?"

"We've been made!" cried Simmons.

"God, where's the cavalry when I need her?" Fitz asked, looking up.

"Shut up!" the man yelled.

Peter had just reached the right window, when something—or someone—flew through the window, shattering the glass. Agent Barton shot the businessman with an arrow before he could fire his gun. "Hawkeye, thank God!" wailed Fitz.

Natasha came in through the door. "You didn't really think Fury would let you do this without backup ready, did you?" she asked, putting her hands on her hips.

Peter climbed in the broken window, bewildered. "What, he didn't trust us to get the job done?"

"Well," Barton explained, "_Coulson_ did. But Fury asked us to keep our eyes on you two. You're important assets—especially Parker."

"That sure raises my self-esteem," Fitz mumbled in sarcasm.

"You crash the system yet?" inquired Natasha.

"Just about to," Fitz replied, and plugged in the flash drive.

All the lights went out, and people's screams and complaints rang through the building. "They must've had their lights controlled automatically," said Fitz.

"All right, I'm in!" exclaimed Skye. "You guys should probably get out of there."

"Take the elevator. We'll cover you," Barton told Peter and Fitz.

The two would've taken the elevator, but security guards were flooding the hallway. "We'll have to go out the window!" Peter told Fitz.

Security burst into the room, Barton and Natasha firing at them. Peter grabbed Fitz and leapt out the window, shooting a web to the closest building. When they swung low, Peter released the web, safely landing with Fitz beside him. "You okay?" asked Peter.

Fitz took a moment to catch his breath. "That—was—_awesome_!"

Peter raised an arm, shouting at the street, "TAXI!"

Every taxi cab within a one block radius stopped for Spiderman. Who wouldn't want a superhero in the back of their cab? They picked the closest one and slid into the back seat. They were both tired, making it seem like a long ride back. "Now Hawkeye can say 'I told you so,'" Fitz muttered, still out of breath. "Now we have to save _him_ to be even."

Peter didn't say anything; he just leaned his head back and closed his eyes. It was going to be a long day.


	6. Chapter 6

**EvergreenGirl:** Here's the new chapter you've all been waiting for! There isn't as much action, but it's still important to the progression of the story. Thanks for all the faithful followers! **Please review!**

**CHAPTER 6**

"Hey, I'm going to go lie down, I don't feel so swift," Fitz told Peter when they got back to Stark Tower. "Would you tell Coulson for me?"

"Sure. You alright?" asked Peter, concerned.

"I will be. You know how I said Hydra tried to kill Simmons and me?"

"Yeah, I remember."

"Well, that was two months ago. Simmons was fine, but I wasn't so lucky. I had to have water pumped out of my lungs, and wear a cast on my arm for six weeks. I felt a bit wonky at first, since my brain had been without oxygen for a bit, but I've pulled through. I get headaches, though, and sometimes my arm still hurts."

"Oh," Peter exhaled. "Are you on medication?"

"Sometimes I take acetaminophen. Other than that, though, I'm off meds."

"Okay. Well, go ahead. I'll let Coulson know you're feeling sick."

"Thanks," Fitz replied, and walked back to their room, his hand clamped on his head.

Peter managed to get a hold of some clothes, and changed. He was looking for Coulson when a hand landed on his shoulder. "Parker, where's Fitz?"

It was Coulson. Peter turned around. "He's, um, not feeling so good. He went to go lie down," he replied.

"I'll have Simmons check on him. I'm having a meeting with Rogers and Thor in five. You must be present."

"What's going on?"

"I think we've figured out what happened to Schmidt."

**. . . . . . .**

"This guy's _crazy_," Steve explained in their meeting, his fingers laced together on the round table, "Think . . . _worse_ than _Hitler _crazy. Schmidt is . . . pure evil."

"Worse than Hitler?" repeated Peter. "Is that even possible? I mean, Schmidt would have to be Satan to be worse than _that_."

"I do not know of whom you speak," Thor stated, "but Loki was possibly just as corrupt."

"Loki?" Peter asked.

"It's a long story," Coulson told him, and looked down at the table sullenly.

"Okay, so . . . He's really bad, too, got it. What's the deal with this Schmidt guy?"

"Well," Steve began, "the last time I saw him, when we were fighting, he picked up the tesseract and—"

"What's the tesseract?" wondered Peter.

Half of anything the agents of Shield or the Avengers talked about since Peter had been at Stark Tower had flown right over his head. He felt so out of the loop. "Another long story," said Coulson.

"It's a door to other realms," Thor elaborated. "It resembles a blue cube that glows. Loki, my Asgardian brother, used it to get to Midgard—Earth—and enslave humanity."

"That helps a little," Peter muttered, "sort of."

"Think battle of New York," Coulson suggested, "The alien invasion."

"_Your_ brother did that?" Peter questioned Thor. "Using the tesseract?"

"He was adopted," Thor replied mutedly. "He had been foolish and courted trouble. Odin seemed to endlessly punish him, yet Loki still persisted. Now he's dead," he paused to take a deep breath, "I had been nearly as terrible once."

Peter glanced at Steve. "So what happened to Schmidt?"

"When he picked up the tesseract, the space above him . . . opened. It looked like stars, the night sky. And then he was just . . . gone. It's like it sucked him up," Steve described.

"That's where the 'god of thunder' comes in," stated Coulson. "He has new insight."

All eyes were on Thor. "Heimdall has seen him between realms, the man with a red skull. Residual power from the tesseract has kept him young for the past several decades."

Before Peter could ask who Heimdall was, Coulson seemed to read his mind, "He's kind of like a gatekeeper."

Peter nodded. "How's Schmidt back on Earth if he was seen somewhere else in outer space?"

"I'm unsure. I've since asked Heimdall and Odin, but neither had an explanation. That is a mystery we may never know the answer to," mused Thor.

"I can ask Schmidt after I kick the son of a bitch's ass," Steve mumbled, obviously still holding a grudge, "_If_ he's still alive when I'm finished with him."

"Why's Schmidt such a big deal? I mean, even though Cap may not be able to stop him—no offense, Steve—then Thor can just crush him with his hammer, can't he?" Peter pondered.

"Hydra has tesseract powered weapons. The tesseract is strong enough to destroy someone from Agars," Steve stated.

"It's called _Asgard_," corrected Thor.

"Unless he means Chinese gelatin," Peter said. When the other two looked at him confusedly, Peter asked defensively, "What? I like eating in China Town. They have all-you-can-eat won ton soup every Thursday after five PM at Hong Kong Palace." Now it was everyone else's turn for every other word to fly over their heads. "What, you've never been to China Town?"

"I have," Coulson responded.

Steve shook his head. Thor asked, "What's China?"

Peter chuckled.

**. . . . .**

Their meeting had ended practically as quickly as it'd started, and the rest of the day was spent basically doing nothing—at least for Peter it felt like that. He ate leftover fast-food for dinner late that night before heading back to his and Fitz's room. He quietly opened and closed their door since his roommate was most likely asleep in his cot. Peter was worried about Fitz; he'd slept literally all day after what happened at OsCorp, but maybe it was just because of his recent injury. Peter hoped Fitz was okay. The Shield agent had seemed like a nice guy. Peter's instincts were right, Fitz was still sleeping soundly. He crept over to his own cot and slid under the covers. He didn't even care about taking off his clothes or brushing his teeth—he just wanted to calm down and go to sleep. The second Peter's head hit the flattened pillow, he was out.

"PETER!" Gwen's voice cried in the darkness of Peter's subconscious.

Then the lights came on and he saw her. There she was again—falling inside the clock tower, debris was raining down, her blonde hair flapping in front of her lovely face. But this time, he was standing at the bottom, ready to catch her. He held his arms out perfectly, but when she reached him, Gwen went through his arms as if he was a ghost. She smacked the floor harder this time, with blood leaving her head, limbs, and back. It was as if nothing he could've done would have saved her. It ate him alive. He'd pressed through her death after hearing her graduation speech, but he was still shredded apart inside about it. His jokes, which used to be for fun and light-heartedness, were now just a paper-thin mask to hide his pain.

Peter jolted awake, quivering like a leaf oppressed by hurricane winds. It was still dark outside, and he could hear Fitz's faint snoring. Peter snatched his cellphone off the nightstand and tiptoed into the closet. After he closed the door, he flipped on the light. He speed dialed Aunt May. "Peter? Why are you calling at four in the morning? Are you okay?" she sleepily answered the phone.

Peter sighed. "I'm . . . I'm fine, Aunt May. I just . . . needed to hear your voice. I, um, might be coming home sooner than I thought."

"Oh, alright," she replied. "Are you _sure_ you're okay?"

"Mm-hmm, I am."

"How's your friend?"

"My . . .? Oh! You mean my friend, right! He's, uh, he's fine too. You can go back to sleep now, Aunt May. Sorry for disturbing you."

"Okay. I love you, Peter."

"Love you, too. Bye," he said, and hung up.

Peter suddenly noticed his face was wet. He wiped his eyes, realizing he was crying. For the first time in a long time, he was homesick. _And_ he missed Gwen. He knew he'd always miss her. Peter was tired, but he didn't want to go back to sleep for fear of another nightmare. So he stuffed his phone back into his pocket and crept out of their room. The hallway's lights were on, but dimmed. The soft sound of footfalls headed his direction. His head jerked toward the sound. Skye turned the corner, and smiled when she saw him. "Hey, Peter. What're you doing up so early?"

"Just . . .," he shook his head repeatedly, "couldn't sleep, I guess."

"Me neither," she stated. "That _and_ Coulson needed help. We still haven't figured out where Schmidt is. So, what're you up to, bug boy?"

"_Please_ stop calling me that," Peter demanded, his throat tightening.

Skye raised an eyebrow. "_Okay._ Is something wrong?"

Peter didn't answer. Instead, he fast-walked around her and down the hall, his head tilted down. His eyes were filling up with tears again, and he wanted to collapse. He stopped walking in the next hallway and leaned his back and head against the wall. He sucked in quick, shallow breaths, tears streaming down his cheeks. He should've never left home. He hadn't realized this would be so hard. Peter glanced down the hallway; he'd heard Coulson before he saw him. Peter took a deep breath and trudged up to the director of Shield. "Coulson," Peter got his attention.

"Yes?" Coulson asked, stopping in front of Peter.

Peter shook his head. "I can't . . . I can't do this anymore. I'm sorry, I just can't."

His voice was shaky and his eyes red. Coulson frowned sternly. "Why?"

Peter shook his head as his response. "That's not an answer. You said you can't do this anymore. Why the hell not?" interrogated Coulson.

"I just _can't_. Isn't that enough?!"

He turned to leave, but Coulson seized his arm. Coulson's facial expression softened in concern. "What is it? What's wrong? You can tell me anything."

"I came here willingly, and now you're going to hold me hostage?!" Peter raised his voice.

Coulson released Peter's arm. "I'm _not_ holding you hostage. You can leave _whenever_ you want, but you better have a damn good reason to," Coulson retorted.

Peter let out a long sigh. He bit his lip before whispering, "Gwen."

Coulson waited patiently for a more detailed explanation. Peter's gaze lowered to the floor. "Everything reminds me of her, now that she's . . .," his voice broke.

"I know what that feels like. I was stabbed through the heart and died. Fury brought me back, but _no_ _one_ could know. As you can see, the Avengers know _now_, but they hadn't before. Someone I care about still doesn't know. I can't stop thinking about her either. She was . . . everything to me."

"Then . . . then why don't you tell her?" Peter asked, his gaze lifting from the floor and resting in Coulson's eyes.

"I can't. She's already healing from my death. If I told her, I'd be ripping open the wound."

"I think if you told her, you'd be getting rid of her wound—making it like it never happened."

"It's too late."

"She's not dead _yet_. But if you wait too long, she might be. Gwen's dead, but _you_ have no excuse. Your girlfriend's still alive."

Coulson nodded in understanding. Peter had a feeling he still hadn't changed Coulson's mind. "You should go back to bed. You'll need plenty of rest for tomorrow," Coulson told him.

Peter nodded. He was staying with Shield and the Avengers; that was settled. "Are Fitz and I going undercover again? Because, if we are, Fitz can pretend to be hurt this time instead of me," he said light-heartedly.

"No. But we might be interrogating a member of Hydra."

"Hmm . . . sounds fun. Count me in," Peter replied, flashing a smile at Coulson before heading back to his room.


	7. Chapter 7

**EvergreenGirl:** I'm sorry! It's been longer than I intended on posting a chapter. I was busy, and then when I was ready to write more, my allergies got in the way. I hope you enjoy the long awaited update! You guys keep me going! I promise I'll update sooner next time. **Please review!**

**CHAPTER 7**

The sound of gunfire filled his ears, and at first, he thought it was just another dream. But then it grew louder. Peter's eyelids shot open. The sound was coming from the hallway. Fitz's faint snoring was barely audible over the noise—to Peter's hypersensitive ears, at least. "Fitz, wake up!" Peter shouted at whisper level.

Peter hopped out of bed and to the closet, where he rummaged around for his Spiderman suit. After he swapped clothes, he pulled Fitz out from under the sheets. Fitz's eyelids fluttered open. "What?" he muttered groggily.

The gunfire answered his question. "It sounds like we're under attack. Stay here, I'm going to go look. I'll be back," Peter stated.

Fitz sighed and sat on his cot. "Don't go back to sleep," warned Peter.

"Okay!" Fitz said, lifting his hands in surrender. "Go."

Peter opened the door just enough to poke out his head. There was a gunman at the one end of the hall, and a few Shield agents at the other—Peter was in the crossfire. The gunman wore a black, leather jacket with the Hydra symbol on the shoulder. Peter groaned. "These guys again?" he whispered to himself.

When he stepped out into the hallway, the gunfire temporarily halted. "Alright, guys!" he interjected. "You're both pretty. Now, Hydra, just go home! People are _trying_ to sleep here!"

"Sleep to this!" the Hydra member shouted, machine-gunning Spiderman.

Peter leapt onto the ceiling, dodging bullets. He speedily crawled to the gunman. Peter jumped onto the man, struggling to take the gun. "Didn't anyone teach you to play nice?!"

"Go to hell, Spiderman!" the man yelled.

He tried to shoot Peter, but made the wall resemble Swiss cheese instead. Spiderman was too fast for him. Peter shot a web at his face. The man dropped the gun and backed against the wall, trying to pry the web off his face, to no avail. "Didn't your mom ever tell you, if you can't say something nice, don't say anything at all?" Spiderman retorted, and punched the man so hard it knocked him unconscious.

When the man dropped to the floor, a pair of unusually strong hands clamped around Peter's neck. He could feel the blood being cut off from his head, making him see stars. The more he struggled, the deeper the hands sank in. The Shield agents fired at whoever strangled him, but it made no difference. Any minute Spiderman was going to pass out. He couldn't even scream. Something happened behind him, but the sound was muffled in his circulation-less ears. The hands became loose, and the man fell, dead. Peter dropped to his knees to catch his breath and cough. "You're welcome," a familiar voice said, placing a cold, metallic hand on his shoulder. "I would've shot him sooner, but it takes a second for the repulsors to warm up."

Peter turned around, facing the red and gold armored man—Ironman. "Thanks. If it was a second longer, I'd have passed out," Peter huffed, out of oxygen. "What was that? No human's that strong."

Glancing down, Peter saw that the one who'd strangled him wasn't entirely human. Parts of him had been replaced with high-tech prosthetics. Peter sensed someone approaching. When he turned to look, Skye was running down the hallway. She skidded to a stop beside him and Ironman. She stared at the cyborg-like man on the floor. "That's . . . that's a Cybertek soldier," she stated, dumbfounded. "I thought . . ."

"Hey, Stark!" called Steve, sprinting up to them, shield in hand. "You guys have to get out of the building. Banner was on the ground floor when they ambushed, and the Hulk's smashing more than Hydra."

"He's right, sir," Jarvis told Stark. "The tower's structure is failing."

"Alright, fire up my jet and call Pepper," Stark replied.

The entire skyscraper began to tremor slightly. "You two," Stark ordered, turning to Skye and Peter, "go find Coulson and Fury. We'll meet you outside."

They nodded. Stark and Steve ran down the hallway toward the approaching group of gunmen. Skye started for the stairs, but Peter stopped. "Wait! I have to get Fitz," he called.

Skye spun back around. "Where is he?"

"I left him in our room. Go ahead, I'll catch up."

"We need to stay together," she advised.

Peter shook his head. "No, just go!"

Skye put her hands on her hips and cocked her head to one side. "Unlike you, I don't have superpowers to protect myself. Hell, I don't even have a gun right now!"

"Don't look at me like that. The longer you're in the building, the more likely you'll go down with it."

"I'm coming with you," she protested.

Peter lowered his masked head. Skye was just as stubborn as Gwen; it both saddened and infuriated him. "Alright, come on," he moaned.

Skye grinned and followed him to the room. Fitz was still sitting on his cot. He was hugging his knees to his chest. "Where in the bloody hell have you been? I've been freaking out in here!" cried Fitz.

"I was only gone for five minutes!" Peter answered. "Get a watch."

Fitz stared down at his bare wrist. "It just . . . seemed longer."

"Come on, we've got to get out of here before the building collapses," Skye urged.

Fitz hopped off his bed. Another Hulk induced tremor shook the building. "Let's go!" Peter shouted.

They all ducked out of the room. "Which way do we go?" Fitz asked no one in particular.

"The stairs are safer than the elevator," Skye suggested. "But it's a lot of floors to walk to the lobby."

"The building will be demolished before we make it even three floors down from here," commented Fitz.

The walls began to split and crack. Any sound of gunfire was long gone—obviously the Hulk won his match against the attacking Hydra members—but Stark Tower was still collapsing in on itself. The floor began to rip apart beneath their feet, so Peter yelled, "We're taking the window!"

Peter grabbed one of Skye's and Fitz's arms each and yanked them toward the end of the hallway. The ceiling was already starting to fall. The window couldn't be opened; the entire piece of glass was sealed on all edges. Peter kicked the glass with his foot until it fractured. After one more good kick, it shattered. "Now what?" asked Skye, and stared down at the seemingly tiny street below them.

"Jump!" shouted Peter, pulling them with him as he vaulted out the window.

The three of them fell toward the skyscraper beside Stark Tower. Peter gripped the wall with his hands and feet, scraping to a halt. He shot a web out of one hand to catch Skye, and one out the other to catch Fitz. He leaned against the building, his feet clinging to the wall as the Shield agents weight threatened to pull him down. Peter cried out as he held on to them. Chunks of Stark Tower broke off, flying toward them. Before Peter could react, Ironman flew by in a blur, taking Fitz and Skye from Peter's webs. The first 50 floors of the tower were collapsing into the building nearest it—Peter had to think fast. A window was open a few floors above him. He glanced down. He could either jump down tons of floors to the street below, most likely breaking his spine and ribcage on a car, or he could climb to the open window, getting shrapnel embedded into his flesh from the crumpling building. Every fraction of a second he spent deciding, the closer Stark Tower came to crushing him between the skyscrapers. Too late—the building smashed into the open window, eliminating that option. Peter released the wall and fell, plummeting between the buildings. He was going dangerously fast to the ground, but outrunning the crumbling tower. He scraped his hands on the stable skyscraper to decelerate. It slowed him down, but he still hit a sedan's roof hard enough to dent it and shatter the windshield. At least the car broke his fall instead of the concrete road. He vociferously groaned and arched his back in pain. "Are you okay, Spiderman?" a bystander asked, concernedly touching his scraped arm.

"Nothing's broken," he replied hoarsely, "but it still hurt like hell."

The man helped him off the car's roof. Peter fell to his knees. It wasn't over yet—pieces of cement block were raining down. "Look out!" he screamed, pushing the man into the alley and leaning over him to shield him.

It was an intense couple minutes before the collapsing tower settled. When they slowly made their way out of the alley and back onto the street, only the top half of Stark Tower had crumpled; the bottom half was mostly intact. The road was littered with concrete and broken glass, and people called for their misplaced loved ones among the rubble. "What happened?" the man asked.

"Someone blew up Stark Tower," Spiderman answered mutedly, staring in horror at the mess.

"God help us," the man whispered.

Peter was about to say, "You could say that again," but he sensed someone approach him from behind.

He turned to see Coulson, scraped and beaten. "Director Coulson, you alright?" wondered Peter.

Coulson nodded. "Ready to kick Hydra's ass?" he stated more than asked.

Peter's fists clenched and his eyes narrowed. "I've _been_ ready."


	8. Chapter 8

**EvergreenGirl:** 80 followers!? I can't believe it! Thanks for your support! How was your Friday the 13th? It was a full moon too; that only happens like every hundred something years! Here's my next chapter, and there's plenty more to come. **Please review!**

**CHAPTER 8**

The small Shield team, consisting of Coulson, Mae, Skye, Fitz, and Simmons, was huddled in the back of their large, black van. They were parked by Central Park to lay low. Skye's fingers danced across the keyboard of her cheap laptop. She was bringing up the data they'd hijacked from OsCorp. This was it; everyone had their game faces on. Stark had been pretty pissed at Hydra for blowing up his tower, and it was up to Shield—with the Avengers' muscles—to take them down. The sun was high in the sky since it was nearly noon, and Peter was starving for lunch. "How long is this going to take? I'm not trying to be impatient . . . I'm just _hungry_," he stated, rubbing his rumbling stomach.

"I'm almost done recovering the file. When Stark Tower went down, Jarvis's protocol erased all the data. I'm bringing it back, but it takes time. _Believe_ me, I'd make it pop up instantly if I could," Skye mused.

"I can bring us lunch," Simmons suggested, turning to Coulson, "If that's okay with you, sir."

"Go ahead. I don't think any of us have eaten since last night," Coulson replied.

Simmons nodded and stepped out of the van. "Got it," Skye muttered. "We now have _all_ the data from OsCorp's computers back. And I will bring it up . . .," she hit a few keys, "now."

The files opened onscreen. There was a list of categories of information kept in files. One category caught Peter's observant eyes. "How stupid are they? To put the names of Hydra members in their databank, I mean," he commented.

Skye shrugged nonchalantly. "No one said bad guys were smart."

Peter chuckled. "Like on SpongeBob, evil is short for 'every villain is lemons.'"

"SpongeBob?" repeated Skye, a grin splitting her face.

She held back a snicker, and this time it was Peter's turn to shrug. "Who _doesn't_ like SpongeBob?" Peter asked rhetorically.

"_I_ like SpongeBob," Fitz mumbled, fiddling with the wires on a piece of tech.

"Enough about SpongeBob," Mae interjected.

"Parker," Coulson said, "this is why I told you that we might interrogate a follower of Hydra. When Skye was up late last night working, she found the list. We'd picked a suspect to question."

Peter nodded, but furrowed his eyebrows when he noticed the grave look on Coulson's face. "There's something else, isn't there?" inquired Peter, both curious and dejected. After a moment of silence, Peter said even quieter, "It's that bad, huh?"

"See for yourself," Coulson told him.

Skye clicked the file of Hydra's members. She slowly scrolled down the page and circled the cursor around a single name, _Richard Parker_. At first, Peter couldn't comprehend what his eyes beheld. It wasn't possible—it just wasn't . . . was it? It took a minute to sink in before everything registered. It slammed into him harder than he'd hit the car when he'd fallen only an hour ago. He could feel his blood pressure rising, his pulse pounding in his ears. His eyes were beginning to sting. Peter shook his head over and over, as if the more times he did it, the less true the reality of the situation were. "No," he refused to believe. "My dad . . . he wouldn't _do_ _that_. He wouldn't be Hydra, _never_! It's . . . it's not true. That's _NOT_ true!"

"I'm sorry," Skye consoled him. "But the data doesn't lie. We have multiple sources listing Richard Parker as a known member of Hydra. I didn't want to tell you before, when I found out through the Hydra database. But you needed to know eventually. I'm _really_ _sorry_, Peter."

Peter blinked back tears. "_Sorry_?!" he spat. "If you were sorry, you'd tell me this isn't true. You'd do _whatever_ it took to tell me this _isn't_ true!"

Peter kicked the wall of the van. "Peter," Coulson said reassuringly, resting a firm hand on his shoulder.

He shook off Coulson's hand. "Don't touch me."

Peter stomped to the rear door. Fitz grabbed Peter's arm. "Wait," Fitz pleaded.

"Leave me alone!"

Peter yanked his arm away and hopped out of the van, pulling the hood of his jacket over his head. Fitz jumped out after him, catching his arm again. "Don't go, Peter."

"_DAMN_ it, Fitz! I wish you'd _STOP_ following me around like a lost puppy, and quit _pestering_ me! How old do you think you are!?" Peter unleashed cruelly, his eyes piercing Fitz's like daggers, his words piercing him even worse.

Fitz slipped his arm away miserably. The look in his watery eyes said it all. Peter pursed his lips and sprinted off. Fitz wiped his eyes, climbing back into the van. "I just figured out where Hydra's main headquarters is!" Skye exclaimed.

Peter kept running—for what seemed like miles. He held his tears in for as long as he could, until they gushed out on an empty pier in the shipyard. Peter sat on the edge of the dock, letting his shoed feet dangle in the seawater. "God, no!" he wailed. "No, no, no!"

He dropped his face into his hands and wept. All the anger, the hate, the sadness, and the pain built up inside of him until he screamed at the top of his lungs.

It couldn't be true, it couldn't be true, and it couldn't be true. He knew his dad better than that—at least, he thought he did. But you never _really_ know a person, do you? Peter was _so_ sure there was a catch. There was always a catch. There _had_ to be a catch! Had he really found his father's message in the abandoned railway station for it to mean absolutely nothing? Was it _all_ lies, _all_ over _again_? His dad had made so many promises to him in the past that he was still breaking even in his death. _"Don't make a promise you can't keep," _his teacher had quoted in class. _"But those are the best kind," _Peter had whispered to Gwen. Maybe there was a reason behind all of this. There could still be some way his dad's being Hydra was a mistake. Maybe his dad had made a promise he couldn't keep, that he didn't intend on keeping in the first place. Maybe he was forced to. Peter cried himself to sleep on the pier. In the middle of his deep sleep, the tip of a shoe pushed him into the icy water. The cold shocked Peter awake, and he climbed up onto the dock, seething. "What the hell?!" he shrieked, before realizing he'd just cursed at the director of Shield.

"Stop feeling sorry for yourself. We need the _whole_ team focused to beat Hydra. Now, you can either sit around moping, or you can help us fight the sons of bitches," Coulson retorted, his arms crossed.

Peter stood and shook off the excess water. "I'd rather help kick ass. But why'd you push me in the water?!"

Coulson's gaze shot to Mae. "You needed . . . persuading," Agent Mae replied, one side of her lips turning up ever so slightly.

Peter had been so distracted he hadn't even noticed her beside Coulson until she'd spoken. Coulson had driven the Shield van to the pier, and when Peter got in, it was an awkwardly silent ride to the airport. The team was meeting Stark and Pepper for a ride in Stark's private jet. They were going to meet Fury at a secure location to set up base. When they got to the airport, Stark was standing at the bottom of the steps to the jet's entrance, a smug look on his face. The team got out of the van, and Peter strolled up to Stark. "What's with the stupid expression? Or are you just passing gas?" Peter snidely remarked with a smirk.

"Cute," Stark retorted sarcastically. "But if we're going to get malicious, might I bring up that unattractive temper tantrum you threw in the park?"

Peter looked offended, and confused. "How do you know that?"

Stark pulled a tiny piece of tech off Peter's jacket and waved it in front of his face. Peter gawked at it agitatedly. "You were listening?! How long has that been there?!"

"It's been there since we first met. I have one on each piece of your clothing. And it's a tracker too, not just a microphone. I did my homework on you when Coulson said you'd be joining us, but I still don't trust you. Oh, and, I may have told Pepper you're Spiderman. I don't think she's supposed to know."

"_Great._ As if I needed _another_ person to know my secret. You might as well shout it from the rooftops. Thanks a lot, Stark," Peter said.

"You're welcome," Stark replied, giving Peter a pat on the shoulder before boarding the jet.

"I was being sarcastic!" Peter called.

The rest of them boarded, and the jet took off. A slender woman with strawberry blonde hair came out of the miniscule bathroom. Coulson stood up from his seat. "Peter Parker, this is Pepper Potts," he introduced.

Peter smiled politely and shook her hand. "I've heard so much about you," she said. "It's nice to finally meet the _amazing_ Spiderman. I'm so sorry to have heard what happened to your parents. But I hope you can find family among the Avengers."

Peter nodded, solely out of courteousness. Pepper sat beside Stark, and he casually wrapped an arm around her shoulders. He pushed a pair of sunglasses up his nose and leaned back. Peter rolled his eyes. They were half way through the plane ride when Jarvis's voice came through the overhead speakers. "We're being tailed by an unidentified aircraft. It appears to be hostile."

Just when Jarvis finished his sentence, a missile hit one of the engines, making the jet drop out of the sky. "Turn off autopilot!" shouted Stark, and darted to the cockpit.

Everyone grabbed on to their seats, clinging on for dear life. Peter squeezed his eyes shut. He wondered if there'd ever be an end to the madness.


	9. Chapter 9

**EvergreenGirl:** Hi! I'm sorry I took so long on updating. I've been busy, and ill. Forgive me! Anyway, _**Happy Independence Day **_to my fellow citizens of the USA! Captain America wouldn't exist without it! I hope you enjoy reading this chapter as much as I enjoyed writing it. **Please review! ;D**

**CHAPTER 9**

The jet was losing altitude fast, and Peter was starting to panic slightly. He couldn't help but recall the picture of his parents' plane crash. The plane they'd been passengers in had been mangled beyond recognition in the photo. Peter's fate may well be the same if Stark can't keep the jet from crash-landing. Whoever had fired at them had stopped. Peter climbed over the seats to the cockpit, and opened the door. He clutched the back of the copilot's chair. "What the hell are you doing in here, Parker?!" Stark asked.

"What's happening?"

"Sit!"

Peter climbed into the copilot's seat and buckled up. "I'm trying to glide her down slowly, but she doesn't want to cooperate with me," Stark explained. "And to think, I spent half a billion dollars on this piece of—"

"Ship!" cried Peter, pointing out the window.

The jet was headed toward a billboard with an ad for a cruise ship. Stark jerked the controls, missing the tall billboard. The jet scraped the gravel road, shaking the passengers around until the nose slammed into a thick, old tree. Nearly everyone groaned from the harsh impact. "Well . . . I'm going to be jetlagged tonight," Stark commented.

"Where are we?" Peter inquired, scanning the scenery. They were in the middle of nowhere, it seemed.

"Not at our destination, but close. I'd tell you where, but it's classified. Oh, what the hell—we're in Iceland."

"Iceland?"

"That's what I said."

"Iceland? I should've packed some clothes," Peter muttered, and got out of his seat.

Everyone evacuated the jet—or what was left of it. Thankfully no one had severe injuries, just cuts and scrapes. "This is where Fury's secure location is? Why Iceland?" wondered Skye.

"You'll find out soon enough," Coulson stated. "I've already sent out a distress signal, so Agent Hill will be picking us up soon."

"How long is soon?" Simmons asked, suddenly realizing she was clinging to Fitz's arm.

As she pulled away, Coulson answered, "Not long."

Stark told Pepper, "See? You should've stayed home."

"I told you, after what happened with the Mandarin, I'm not letting you out of my sight again," she said, crossing her arms.

"You weren't with me when Stark Tower blew up earlier, were you? So much for keeping me in your sight," he retorted.

"You knew what I meant, Tony! And speaking of Stark Tower, I told you to rename it when you remodeled after the alien invasion. You should've called it _Avengers_ Tower, but you refuse to listen to me. Twelve percent, my ass!" argued Pepper.

"You still won't let that go?! Alright, I'll rename it when I rebuild! But it's going to be a while, since Hydra just blew up _half_ of it."

"Do you guys have to argue about this _now_ of all times?" Peter remarked.

"When you get your first girlfriend, you'll understand, kid," replied Stark.

"I _did_ have a girlfriend."

"I'm not surprised she left you."

"She didn't." Peter lowered his head. "She was killed, about a year ago."

"_Damn_, I'm sorry." He turned to Pepper. "You should've warned me, Potts."

"Oh, _I_ should have?! Since when am I supposed to remember everything for you!? If you want your girlfriend to be your memory, you should date Jarvis!"

"Then maybe I will!"

"Be my guest!"

Pepper strolled over to Coulson. "Is there a chance you get me on a flight to New York, Phil?"

Stark rolled his eyes at the name "Phil." Coulson replied, "Of course. I'll call Agent Triplett and have him take you to the nearest airport."

Coulson stepped away to make the call. A few minutes later, Agent Maria Hill came down the road in a van, halting near them, followed by Triplett in a sedan. While Pepper went to the airport, Stark, Peter, Coulson, Skye, Fitz, Simmons, and Mae piled into the van. "Fury's in Iceland now because," Maria explained, "Johann Schmidt's here, too."

Several jaws dropped. "Wait a second," Fitz said. "If you and Triplett were called here weeks ago by Fury, doesn't that mean he's known this whole time?"

"Does Fury always keep secrets?" Peter asked.

"Fury _is_ secrets," Stark stated. "I'd bet Fury's name is just an alias. What do you want to bet his real name's literally the word _Secrets_?"

"Stop saying 'secret'! It's starting to sound weird," Skye spoke up.

"Yes, he knew," Maria said. "If you really want to know, he moved to set up a base in Iceland when he found out about Schmidt."

"Bloody hell," Fitz mumbled.

"Did you know about this, too?!" Skye interrogated Coulson.

"I knew Schmidt was still alive, but I didn't know where he was. This is new to me."

Skye turned back to Maria. "How long has he known?"

"About a month, actually," she answered sheepishly.

Stark scoffed. "He isn't even the director of Shield anymore, and he still acts like he's in charge. I don't blame him. I mean, now that he's dead to the world, this is probably the only thing that gives him purpose. _And_ I heard he had to give up the life of a pirate."

"Pirate?" questioned Peter. "When I met Nick Fury, he didn't seem like a pirate to me."

"He was never a pirate," Skye corrected, "but he used to wear an eye patch. Stark's just acting like . . . Stark."

**. . . . . . .**

When they'd reached Fury's hideout, it was dark out. The entire building was underground inside a hill. Coulson had ordered them to retire for the night, but he needed to speak to Fury. "I don't understand," Coulson said. "It was important for me to know! Why would you keep Schmidt's whereabouts from me?"

"I didn't think you needed to know yet. What'd you think? That I'd tell you immediately and we'd go get him? No! And I didn't want to start planning anything until I was sure."

"Sure of what? That we could take him? You know we can, with the Avengers."

Coulson was really getting pissed off at Fury. "I know. But that's not the point. I needed to verify that it was actually Schmidt. I've been keeping an eye on him."

"We've been busting our asses trying to figure out what the hell's going on, and you've been spying on him without _my_ knowledge!? _I'm_ the director of Shield now. You can't keep doing this to me!"

"I wanted to make sure your team was in order before breaking the news, alright? Besides, if I hadn't been watching him, we wouldn't know that he's making an army of Cybertek soldiers."

Coulson rubbed his forehead. "It's worse than I thought."

"Apparently, Schmidt traded an alien substance for the equipment. He must've found the substance he traded while stuck in space. And for all we know, it could be extremely dangerous."

**. . . . . . .**

Peter was sick and tired of sitting around while a Hitler-level baddy was on the loose. What Shield _really_ needed to do was let Banner go all-out Hulk on Schmidt. Or Thor could crush his red skull with Mjolnir. Either way, something being done was better than nothing. Peter was _so_ tempted to go after Schmidt himself, but he had a feeling it wouldn't work out. After all, he knew next to nothing about the guy. He'd been told to go to sleep, but he was too worried about everything to even close his eyes. As usual, Fitz was his roommate, sound asleep in the next bed. Peter didn't want to share a room with Fitz after going off on the agent like he had, but he didn't have a choice. Director Coulson's orders were like law. If you break it, there are serious consequences. And he probably wanted them to be roommates in the hopes that Peter would apologize. A light bulb went off in Peter's head. He hopped off his bed and silently slipped out of the room. He had a plan, and if it worked, Coulson would have to thank him.

He was going to go after Schmidt, but he needed help. Who to ask? He didn't dare ask the diehard Shield agents Barton and Romanoff—they'd probably get him in trouble with Coulson. He was too scared to ask Bruce Banner, and he was shocked that Sam Wilson was the only Avenger who hadn't yet arrived in Iceland. That left only Thor, Steve, and Stark. Peter didn't want to ask Stark, after having argued with him enough since they met, but he figured he'd be the most likely to go rebellious. "What do you plan on doing, kid?" Stark answered when Peter made the proposition.

"First off, it's Peter, not kid. Second, I'm not sure. But I know I can't do it alone, and we have to make a move before Hydra does."

"I'm in, but only if you let _me_ be in charge."

"What? No way," protested Peter.

"Go ahead and kill yourself then. But don't blame me when you're reincarnated as your arachnid namesake," Stark replied, and went back to fixing a bent piece of metal on his armor. "Not that I believe in reincarnation. I mean, it's physically impossible."

Peter leaned against the desk beside a wall of Stark's temporary quarters. He balled his fists and whispered reluctantly, "Alright, you can be in charge."

After thinking about it, Peter decided not to ask Thor. He wasn't sure what to think of the Norse god of thunder. However, he was hoping—planning on Steve to say yes. Captain America would be the perfect person to go up against the Red Skull, as Schmidt had been commonly described. Peter wondered why he was called that, but didn't realize he'd find out soon enough. "I'd love to help," Steve told him, "but I don't know if I should do this. Going against Fury's orders in the past was different. But Coulson's not like Fury. I'd hate to betray a friend's trust, you know what I mean?"

Peter nodded. Good old Cap was too good to break the rules this time. "Please, Steve, it wouldn't work without you. If you won't do it for any other reason, do it for me, please. I'd hate to be stuck with only Stark."

"Stark? He's going with you?"

"Yeah, why?" asked Peter.

"I suppose I'll come. Stark _may_ be a genius, but he's still a fool."

"Awesome. Any person we can get is a big help. Oh and . . . Stark's kind of . . . in charge of the mission."

Steve's fist froze in front of the punching bag he'd been pummeling all night. "What?"


	10. Chapter 10

**EvergreenGirl: **Here's an extra long chapter! I had lots of action and drama I wanted to incorporate, so I didn't hold back. Hang on tight for the ride!** Please review! I wanna know what you think! :)**

**CHAPTER 10**

Stark, Steve, and Peter suited up. They snuck out of the base while everyone slept, except for maybe Coulson and a few agents with the night shift. Steve "borrowed" a Shield car for the trip since his motorcycle was in New York. "You coming?" he asked Spiderman.

Peter was staring at the vehicle, frozen. "What's wrong?" Steve inquired. "Are you alright?"

He snapped out of it. "Yeah, I'm fine," he replied, and climbed into the passenger seat.

"Afraid?" Steve wondered.

"No. Just . . . wary," Peter whispered. "I've got a bad feeling about this all of a sudden."

"It's alright. It happens to me all the time."

Steve hit the gas pedal, and Ironman took to the skies. "Are you sure he knows where it is?" Peter asked.

"Yes. Stark said he hacked Shield and found his location. I still don't see why _he_ has to be in charge."

"That was the only way I could get him to come. I like it about as much as you do."

They both sighed. It was a long ride, and towards the end, Peter decided to engage in conversation. "Do you mind if I ask you a personal question?"

"Shoot."

"Do you have a girlfriend?"

Steve inhaled deeply and exhaled loudly. "You don't have to answer if you don't want to talk about it," Peter said.

"No, it's fine. And the answer is no, not exactly. The woman I care about is . . . not so young anymore. I was surprised she's still alive. Most people I used to know are gone now."

"I'm sorry. How'd you meet her?"

"We met in the military. She knew me before I became . . . strong. Peggy . . . she was going to show me how to dance." Steve took a long pause. "I still don't know how to."

"Maybe you'll find someone else to teach you."

Ironman landed in front of them, causing Steve to slam the brakes and swerve. "Damn it, Stark," Steve muttered.

Stark came over to the driver's side door, and tapped the glass. Steve tried to open it, but unintentionally opened the skylight instead. "Hold on," he said.

"It's the top left button," Peter told him.

"I got it." The window retracted down. Steve turned back to Stark. "What is it?"

"They've set up a huge perimeter," Stark replied, and pointed his metal finger at the distance.

A hill in front of them hid them from sight of Hydra's base. "Alright, we've got to stop here and figure a way in," Steve suggested.

"Or I could just do this," Stark said, and shot into the air.

"Really?" whispered Steve.

Ironman flew up extremely high and over the base. He was up so high no one could spot him from the ground. He turned around and dropped back down beside the car. "Are you insane?!" Steve scolded.

"What? I needed to check the place out," Stark retorted.

"What the hell were you thinking? You want to let the enemy know we're here?"

"Relax. I had everything under control. Don't get your panties in a bunch, Capsicle."

Steve clenched his jaw to resist the urge to punch Stark. "So," Peter asked, "are we going to go all Bruce Willis on them, or what?"

Oblivious to the reference, Steve asked, "Who?"

"He's an actor. Die Hard? Oh, I guess you haven't really been catching up from the forties, huh?" Stark replied, and then looked at Peter. "And I was thinking more like Tom Cruise, Mission: Impossible."

"Whatever."

Peter pulled his mask over his head and got out of the car. Steve did the same. "I think we should—"

Stark cut off Steve, "I'm in charge here. There are four entrances and exits, and three of them are guarded."

"What about the forth one?" questioned Peter.

"It's a loading dock at the back. It's not guarded, but it looks like you need a code or keycard to open the door."

"Can you hack it?" Steve asked.

"I'd need to get close enough. There's a barbed, electric fence up ahead."

"Couldn't you just fly us over?" Peter recommended.

"Technically speaking, yes, I could. But there are sensors everywhere."

"Sounds like we need a diversion," Steve said.

Peter grinned behind his mask. "I've got an idea. I'll distract them at the front gate by setting off the electric fence, and you two can sneak in the back. If it works, you'll have plenty of time to hack in."

"Alright, Cap. You can be Cruise this time. I call Willis," Stark said, patting Captain America on the shoulder.

"Again, I don't know who you're talking about," Steve stated.

It didn't take long for Spiderman to sprint up to the front gate, and when he glanced back, Ironman and Captain America had left. Their plan was getting off to a good start. Peter picked up a twig. "Are you guys in position?" he asked through the speaker system Stark had him put in his mask.

"I am," Stark answered. "But I think Rogers got a late start. Oh, wait, never mind. He's here. What took you so long? The old man not used to running anymore?"

"You know I can still kick your ass any day, any time, Stark," Steve snapped.

"Ready or not, here it comes," Peter said, tossing the twig into the fence.

It sparked and zapped, setting off a blaring alarm. "Yippee-ki-yay," Stark muttered, and flew over the fence with Steve.

The twig hung on the fence, frying. A dozen guards came sprinting toward him. "Twigs these days, huh? I told him not to jump on the fence, but he didn't listen," Spiderman joked.

He back flipped out of the way as they began firing at him. One of the blue blasts hit a tree, entirely vaporizing it. "_Damn_, watch where you point that thing, man! You could hurt somebody!" Peter shouted, leaping the fence.

A blast flew past his leg, singeing his suit. "Hey, watch the paint! Hydra really needs to learn some manners."

Spiderman shot a web string at one of the guns, yanking it out of the man's hands. He charged at one of the guards, dodging blasts. "In Mother Russia, you don't shoot a gun, a gun shoots you. Like this," Peter said, kicking the end of the barrel so it pointed at the guard's head.

The guard fired in panic, vaporizing himself. "Do you _ever_ stop talking?" Ironman asked Peter.

"Speak for yourself," Captain America retorted, "narcissist."

"Hey! I'm different now. No more arch reactor in my chest, no more dying, no more stupid choices on a whim."

Spiderman continued fighting the guards, but more kept coming. "Uh, guys, are you in yet?"

"We're almost there," Stark replied. "Jarvis is trying to override the backup security measures."

"Well, you need to hurry. I can't hold them all off forever."

The next row of guards was Cybertek soldiers. One of them kicked Peter's knee, bending it backwards slightly. "AH!" he cried in pain. "HURRY UP, STARK!"

They were too strong. Their strength rivalled his, if not outdid it. And there were too many of them. One grabbed his arms, pulling them back to restrain him. Another lifted his legs off the ground. The harder he struggled, the tighter their grip became. "DAMN IT!" Peter shouted. "Guys, I've been captured."

"Just—don't—might—wait—can't—hang in there," Stark's voice came back choppily.

"Can you hear me? I think we're breaking up."

The guards carried him into the building. "They—jammed—signal. Losing—you," Steve replied, and then the line went dead.

"Ow!"

The soldiers threw him to the floor in a large room full of tech. "Fragile cargo: handle with care!" Peter yelled, rolling onto his side.

He rubbed his burning knee. Tendrils of flaming pain slithered up and down his leg. It nearly brought him to tears. "Two of you, with me," a man with a German accent told the soldiers, "The rest of you get out of here."

Peter squeezed his eyes shut in agony. "Painful, isn't it? Not the leg, but to have finally met something stronger than you. Imagine what my army will do to your so-called 'Avengers,' or even your beloved New York," the German mused.

Peter sat up to look at the face to that voice. His eyes widened in shock. The man's head was like a skull with skin over it and eyes in the sockets. And it was crimson red. No wonder they called him the Red Skull. Peter shuddered. The man's mouth split open in an evil grin, revealing pearly white teeth. "What was your name again? Oh, yeah, I remember. Johann Shit," Peter derided.

Schmidt snapped his fingers, and the two soldiers lifted Peter off the floor and put him back down on his knees before him. "My name is Johann _Schmidt._"

"Whatever you say, Mr. Shit," he retorted, lifting his hands in mock surrender.

Schmidt kicked Peter's head. He tried to shake it off, despite the pounding in his ears. "New York's already been attacked by a god and aliens—at the same time. I really doubt you can top that. And now Loki's dead. That's what you're going to be when we're done with you. And you're making me kneel, _really_? What's with the kneeling thing? Why do all supervillains have a kneeling fetish? Please tell me you're not going to say that you're '_burdened with glorious purpose_,' or call me a mewling quim. I'd hate for you to steal Loki's _lines_ too."

The Red Skull pulled off Spiderman's mask, showing his sweaty head of hair. Schmidt tilted Peter's head up to get a good look at his face. "I'm not afraid to take any life I have to, young or old. No _child_ will stand in my way."

"I'm man enough to kick your ass," Peter hissed.

"If you are such the man you claim to be, go on and do it."

Peter tightened his lips. Both of the Cybertek soldiers had their hands clamped firmly on his shoulders, holding him down. Even if he tried, he wouldn't be able to touch Schmidt. Having his knee pressed into the cement floor was making the pain sear more. "I thought so," Schmidt said. "You should have fled when you had the chance."

"Hmm, maybe they should've called you the _Thick_ Skull, instead."

The soldiers let go of Peter's shoulders when Schmidt grabbed him by the hair. He attempted to shove Peter to the ground, but Peter slipped from his grasp. "How's that for a child?" he asked rhetorically, and roundhouse kicked Schmidt in the face.

Schmidt snatched Peter's right arm, shoved him to the floor, and placed his foot in the nook of his shoulder. "That's pathetic," said Schmidt.

He dug his foot into Peter's shoulder, tugging his arm simultaneously. Peter screamed in pain when his shoulder wrenched out of socket. The Red Skull was stronger than some of Spiderman's previous villains. A tear or two escaped Peter's eyes. "This is no child's play, _Spiderman_. Where are your allies now?" asked Schmidt.

"Right here, Cherry Face," Stark said.

When Schmidt turned, Stark's repulsor blasted him, knocking him back a few yards. Peter attempted to stand, but stumbled on his excruciating leg. Captain America caught him. "Thanks, Cap," Peter appreciated.

"No sweat, we're a team, remember?" Steve asked.

Peter smiled gratefully. Stark looked at the two of them. "You guys make a break for it. I'll hold off Red Head for you."

Steve carried injured Peter outside. A few moments later, Stark swooped in and grabbed them. He flew off and left the Shield car Steve had taken.

**. . . . . . .**

"What the hell were you thinking?!" shouted Fury, seething.

"I—well, we—"

"Nope, you weren't thinking! If I was still in charge, you'd be packing your bags and limping out that door right now!" he cut off Peter, pointing to the metal door.

Peter's gaze lowered. "Technically, I didn't bring anything to pack."

Coulson spoke up, "What _were_ you thinking, Parker?"

Peter just sat there in the medical ward, watching Simmons splint his knee. "Alright, you'll have to be careful with it. You should heal faster than a normal human, though. Now, I'm going to set your shoulder, if I can, so bear with me," she said.

As Simmons lodged his shoulder back into place, he clenched his teeth and bore it. He groaned a little, but it did feel better. "Well," Peter finally answered Coulson, rubbing his aching shoulder, "I guess I thought I'd prove to you how good of an Avenger I could be. Don't blame Stark or Steve for this, though. I was the one who asked them."

"I won't. But Fury's right. As of today, you're no longer on this team. I'll have an agent escort you back to New York," Coulson said coldly, crossing his arms.

"What?!" he protested. "But—"

"What? Did you think you'd just get a slap on the wrist? That's not how we do things at Shield. You're going home, end of discussion."

Fitz was sitting on another hospital bed in the ward; he'd been treated for a bad nose bleed. "I'm not staying here if Peter can't," he interjected.

"Fitz, don't. You don't need to get involved," Coulson warned.

"This involves all of us. And you never leave a teammate behind."

"He's right," Simmons said. "If Peter goes home, I won't stay either."

"Fine, I'll have Maria purchase two more tickets for a flight back to New York," Coulson said, and walked out, leaving Peter, Fitz, and Simmons speechless.


	11. Chapter 11

**EvergreenGirl: **This chapter's less action, more drama, but enjoy! Things will just keep getting more and more serious as the story goes on. And no, I'm not a doctor, so forgive me if I made a medical mistake! I looked up the stuff in a medical encyclopedia and used my imagination. **Please review, follow, and favorite! **_**I love you guys!**_

**CHAPTER 11**

"How's your leg and shoulder?" Simmons asked Peter when they got off the plane.

"Well, my leg's stiff. And I could swear my shoulder's still out of socket," he mumbled, massaging his shoulder.

"Your shoulder's going to feel like that for a while. And if there was tearing, it might be making it feel worse. What were you doing when I told you to stretch your leg?"

"How the hell am I supposed to stretch it in the splint thing?" Peter asked, leaning on his crutch to wiggle his leg.

"You do it just like that."

They stopped to claim their baggage, and Fitz wondered, "Where are we going to go? I really don't think I have money for a hotel."

Peter leaned on his crutch. He didn't have a bag to claim. "Hold on a second," he said, and pulled out his cellphone.

He dialed Aunt May. "Hey, Peter. Is everything okay?"

"Yeah, I'm, um, coming home now. Do you think you could go to the grocery store and pick up some stuff for me?"

"Sure. What do you need?"

Peter gave her a long list of things. "Okay, but it'll take a while. You might get home before I do," she replied.

"Alright, thanks Aunt May. Bye."

"Bye," she said, and hung up.

Simmons and Fitz watched Peter expectantly. Peter said, "I've got an hour or two to sneak you into my house while she's gone. You can stay there for now, okay?"

"Works for me," Fitz answered awkwardly fast.

**. . . . . . .**

Fitz and Simmons put their bags in the spare room at Peter's house. "There aren't any beds in here," Simmons noticed.

"Yeah, I know. That's what the blow up mattresses in the basement is for," Peter replied.

"So, what's the plan?" Fitz queried as they stood in the hallway upstairs.

Simmons raised an eyebrow. "There _is_ no plan, Fitz. We're off the team, remember?"

"Come on, Jemma! Peter's got to have a plan, right Peter? I mean, you're still in this, right?"

"I don't know," Peter muttered, and limped to his bedroom to plop onto his bed wearily. "When I tried to fight Schmidt, even with help, I still got my ass handed to me. There's nothing left to do but leave it to the professionals. It's like Nick Fury said, 'That's why you're not an Avenger.' And he was right. I'm an idiot if I think I can do this with hardly a team."

"But you _are_ a professional! You've been Spiderman for like two years or longer, haven't you?" Fitz defended, standing in the doorway with Simmons.

"It doesn't matter. To everyone else, I might as well be wearing diapers. Besides, why are you defending me? Why'd you even leave Shield for me after I acted like a jerk to you?"

"Because you're important to me, to all of this," said Fitz. "And I know you didn't really mean what you said. You were just angry about your dad being Hydra. And I'm sure there's a way to prove that wrong."

"Look, I'm sorry for yelling at you."

"You're forgiven. And I probably would've exploded at somebody, too, if I'd found out that my mum or dad were Hydra."

Peter stretched out and put his hands under his head on the pillow. His shoulder popped loudly, making it hurt more. He grunted in pain, and straightened his arm back out at his side. "Damn, I can't even lift my stupid arm."

"Just be careful with it, please. I _just_ set it last night. You don't need to make it worse," Simmons cautioned.

"At this point, I don't think _anything_ could get worse than it already is." Peter closed his eyes. "What's wrong with me?"

Fitz pulled Peter's chair out from under his desk and sat. A picture of Peter with a blonde haired girl caught his eye. "Who's that?" Fitz inquired, pointing at the photograph.

Simmons slapped Fitz on the arm. "Ow," he grumbled. "What was that for?"

"Didn't you get the memo Coulson gave you about Peter?" she whispered.

"Oh, that's _her_?"

Peter opened his eyes to look at Fitz. "Yes, that's Gwen Stacy."

"Oh, uh, I'm sorry. She was beautiful."

"Yeah, she sure was," Peter said mutedly.

There it was again—the queasiness in the pit of his stomach. Peter could feel the tears coming on, but he didn't fight it. After all that had happened in the past few days, he needed to let it out or else he'd explode again. Tears snaked down his cheeks. They were cold and made his face glisten in the sunlight flooding the room from his bedroom window. With the tears came the images. They flashed in his mind so fast it startled him. He couldn't breathe. Gwen was dangling from the web. He held her in his arms, a drop of blood rolling down her face from her nose. Peter sat up on his bed and wiped his face with his hands. "Gwen," he sobbed.

Simmons sat on the bed beside Peter, putting a comforting hand on his back. She shot a glare at Fitz. "What?" he asked self-protectively. "I didn't know. I couldn't remember where I'd seen her before."

Simmons didn't respond. She was trying to calm Peter down. Fitz coughed into his hand, and when he looked down, he saw a crimson drop of blood. "Oh, crap!"

Fitz wiped more blood off his mouth. He could feel a coughing fit coming on fast. He clamped his hand over his mouth. "Where's your toilet?" he pressed.

Peter wiped his eyes. "It's across the hall. Are you okay?"

Fitz darted to the bathroom without a reply. "We should go check on him," Simmons stated, and stood.

The bathroom door was wide open when they got there; Fitz hadn't bothered to close it. They turned the corner to go in, and Peter started to ask, "Hey, Fitz, are you—"

Agent Fitz was lying on the floor, convulsing. "Fitz!" Simmons cried. "Call 911!"

Peter hobbled as fast as possible with a crutch to his room to grab his cellphone. Simmons dropped to the floor at Fitz's side, holding one of his arms with her hand. Fitz was shaking violently, his breathing coming in short and shallow puffs, his eyes staring straight ahead, unresponsively. Peter came back into the bathroom, talking to the dispatcher. "I need a flashlight!" Simmons urged.

Peter handed her the one from the drawer under the sink. Simmons flashed the light across Fitz's eyes. His pupils didn't react. "Oh, no," she whispered.

**. . . . . . .**

Peter and Simmons sat beside each other in the waiting room of the Emergency Room. Simmons was tightly clinging to Peter's arm, trembling like a leaf. She had tears in her eye; she knew the seriousness of the situation. They'd called Coulson to tell him what was going on, and he was on the next flight. After over an hour of waiting, a doctor came out to the waiting room to inform them. "Is he going to be okay?" was the first thing they both asked.

"He has severe cerebral hypoxia, meaning his brain is damaged from lack of oxygen."

"But he was already treated for that when he drowned," Simmons reminded him.

"That's where it gets complicated. You see, his lungs weren't working. It seems they were failing when the seizure came on. We also discovered he has deep vein thrombosis."

"What's that again? I don't remember that part of my old biology class," Peter said.

"It's clots in the veins. That's why he was coughing up blood. It was triggered by his previous oxygen deprivation."

"But is he going to be alright?" Simmons repeated herself.

"I don't know how to say this in a way that's less painful, but . . . he's in a coma."

Simmons sobbed into Peter's shirt. "How likely is it he'll recover?" Peter asked.

"That ultimately depends on the extent of brain damage. In this case, it's in God's hands now. And even if he comes out of the coma, he could still have symptoms—worse than the ones he had after his drowning. He may get myoclonus, which is abnormal movement like twitching, or have more seizures. He may not even regain full movement either."

Peter stared down at the cold, tiled floor. "I'm sorry," the doctor said. "You can see him now, if you'd like. He's in room ten."

Simmons held Peter's hand as they slowly made their way to Fitz's room. Peter reached to open the door, but Simmons froze. "I don't think I can go in there. I don't want to see him like this."

"I'll be right next to you. It's okay. No matter what happens, I'll be there. Coulson will be soon, too."

Simmons nodded, and Peter opened the door. Simmons immediately burst into tears again. They sat by the hospital bed, and Peter leaned his crutch against his seat. Fitz was lying there so peacefully, his eyes closed. But he had dark circles under his eyes, and he was a little green around the gills—like someone at Death's door. Coulson came in about 40 minutes later, his face somber. He seemed close to tears, but not quite there yet. He pulled up a chair. Simmons had fallen asleep leaning on the bed, her hand on Fitz's. Peter was wide awake, watching in depression. Coulson rested a hand on Peter's uninjured shoulder. "Fury's holding down the fort for me in Iceland," he updated.

"Has Wilson got there yet?"

"Yes, he finally did."

"Director Coulson, sir?"

"You don't have to be formal right now," Coulson told him.

"Look, I'm sorry I went after the head of Hydra like that. My pride got in the way of my judgment, and it was foolish and childish of me. I guess what I'm saying is . . . Will you take me back? If you don't, I understand. But I'm begging you, _please_ let me help Shield get the bastard who did this to Fitz. If Hydra hadn't tried to drown him, he wouldn't be in the hospital right now. Just let me help, please. I swear I'll never pull a stupid stunt like that again, I _swear_."

Coulson paused for a good while before answering. "No."

"Come on! _Please_, Coulson, please! I'll do—"

"I said no because I don't want you helping Shield. I see now that putting you with tech support or in a meeting room is a waste of your talent. Now, if you're done interrupting me, I'd like to ask you to help the _Avengers_ get the bastard."

Peter's jaw dropped, and he stared at Coulson, awestruck. "Really?" he asked, "I'd love—"

"You wouldn't _be_ an Avenger, but you belong with them, fighting on the front lines. But I do think you have the potential to be one of the next Avengers, in the very, _very_ distant future."

"Alright!" he nearly yelled, causing one of the nurses in the hall to poke her head in to shush him.

"Sorry," he whispered at the peeved nurse.

Wow, just wow! Fighting up front with Cap, Ironman, Thor, Hulk, Hawkeye, Widow, and Falcon is something he's dreamed about for a while now. "Simmons will remain here, but tomorrow you and I are returning to Iceland for unfinished business," Coulson stated.


End file.
